Definition : Abstention - Director

The act by a director to not participate in a vote, voting neither for nor against during a meeting of the board of directors.

WHAT YOU SHOULD KNOW! When there is a conflict between his personal interest and his duties, the director must, except in case of necessity, abstain from the discussion and from voting on the question. This rule does not apply, however, to matters concerning the remuneration or conditions of employment of the director.

WARNING! The notion of abstention should not be confused with the notion of dissent.

Related articles

The Board of Directors (the Board) is made up of members called directors. Their appointment is subject to certain formalities. In this regard, article 1084 of the Civil Code of Québec provides that the composition of the Board of the syndicate, the method of appointment, replacement or remuneration of the directors, as well as the other terms and conditions of their office, are fixed by the by-laws of an immovable.